Lots of action and expensive-looking sets. You definitely get to see the best of what Hollywood has to offer.

McCoy, Checkov, Scotty & Uhura are more likeable and have better dialog lines than their original TOS counterparts.

I love how Spock tried to use the Vulcan neck pinch several times as a desperate attempt on an outmatched fight. That's exactly what Spock would've done. The fight scene was well choreographed.

The Spock/Uhura relationship was better defined than in the first movie. Spock's explanation on his emotions in the relationship with Uhura was a brilliant piece of writing and acting.

JJ Abrams made two great Star Trek films without himself being a ST fan. It makes me excited to see how his SW film will turn out, which he is an admitted devoted fan.

Cons:

What's with the awful lighting? Every scene looks like it's missing one of the primary colors. Most of the scenes didn't look right, color-wise.

What's with that boring score? There was no memorable melody in it. It was almost like an orchestra tuning their instruments before dress rehearsal.

The inside of the Enterprise looks like one of those ice house tours, very cold and inhospitable. Whoever designed the set probably was going for sterile and shiny instead of a place where people would want to stay for five years.

That scene where Kirk and Spock touch hands through the glass and say goodbye was so corny and uncharacteristic of two people who have a short history and got on each other's nerves that it made me question JJ Abraham's ability to be trusted with any scenes with strong human interest elements. However, that opening scene in the first movie where Kirk's dad died was done so masterfully that it almost made me cry. What went wrong here?

McCoy said, "I'm not a so-and-so. I'm a doctor" too many times. He probably said it more times in this one movie than he said it in all the TV shows. It would be good if it was done in a clever way and lead to something. But it was merely just overused with no build-up or purpose.

I hate the new transporter effect. Spock Prime changed the timeline which justifies the many alterations in the storyline. But it does not justify that swirling overdone transporter beam. Just because the timeline was slightly changed doesn't mean you could go ahead and change everything in the Universe.

I give it a C (out of ABCDF). But I will definitely be seeing it at least two more times before it leaves the theaters.